What efforts must a Marble Slab Creamery franchisee take to maintain the confidentiality of the Manual?
Marble_Slab_Creamery Franchise · 2025 FDDAnswer from 2025 FDD Document
ations or otherwise, in which event(s) Franchisor shall not be liable to Franchisee for any losses or costs, including consequential damages or loss profits occasioned thereby. In the event of any dispute as to the contents of the Manual, the terms and contents of the master copy maintained by Franchisor shall be controlling.
- 7.3 The Manuals and all amendments to the Manuals (and copies thereof) are copyrighted and remain Franchisor's sole property. Franchisee will at all times keep the Manual in a secure place on the Restaurant premises. Franchisee will at all times treat the Manual and the information contained therein as confidential, and will use all reasonable efforts to maintain such information as secret and confidential. Franchisee will not at any time copy, duplicate, record, or otherwise reproduce the foregoing materials, in whole or in part, nor otherwise make the same available to any unauthorized person.
- 7.4 Franchisor shall have the right to modify the Manual at any time and from time to time; provided, that no such modification shall alter Franchisee's fundamental status and rights under this Agreement. Modifications to the Manual shall become effective upon delivery of written notice thereof to Franchisee unless a longer period is specified in such written notice and Franchisee shall comply with each modification as provided in the Manual. The Manual, as modified from time to time, shall be an integral part of this Agreement and reference made in this Agreement, or in any amendments, exhibits or schedules hereto, to the Manuals shall be deemed to mean the Manual kept current by amendments from time to time.
Source: Item 22 — CONTRACTS (FDD page 101)
What This Means (2025 FDD)
According to Marble Slab Creamery's 2025 Franchise Disclosure Document, franchisees have several obligations regarding the confidentiality of the Manual. The Manual contains proprietary information about the Marble Slab Creamery system, and franchisees must treat it as confidential. Franchisees must keep the Manual in a secure place on the Restaurant premises. They must use all reasonable efforts to maintain the information within the manual as secret and confidential. Franchisees are prohibited from copying, duplicating, recording, or reproducing the Manual or its contents, in whole or in part, and from making it available to any unauthorized person.
These measures are typical in franchising, as franchisors need to protect their intellectual property and operational methods. The Marble Slab Creamery franchise agreement emphasizes the importance of keeping the Manual secure to prevent unauthorized use of their system. The Manual may be provided in electronic form, and all the same rules apply.
Maintaining confidentiality extends beyond the franchisee. Franchisees must also ensure that their employees who have access to confidential information, such as the Operating Partner, Manager, and assistant managers, sign covenants agreeing to maintain the confidentiality of the information they receive during their employment. These covenants must be in a form designated by Marble Slab Creamery, specifically identifying Marble Slab Creamery as a third-party beneficiary with the right to enforce the covenants. This ensures that Marble Slab Creamery can directly pursue legal action if an employee breaches the confidentiality agreement, providing an additional layer of protection for their confidential information.